driannualmeeting8-k05122011.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of report (Date of earliest event reported) May 12, 2011

Dominion Resources, Inc.
(Exact Name of Registrant as Specified in Its Charter)


Virginia
(State or other jurisdiction
of incorporation)
001-08489
(Commission
File Number)
54-1229715
(IRS Employer
Identification No.)


120 Tredegar Street
Richmond, Virginia
(Address of Principal Executive Offices)
 
23219
(Zip Code)

Registrant’s Telephone Number, Including Area Code (804) 819-2000


(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 

Item 5.07.  Submission of Matters to a Vote of Security Holders

Dominion Resources, Inc. (the Company) held its Annual Meeting of Shareholders on May 12, 2011.  Results of items presented for voting are listed below.

The following nominees were elected to the Board of Directors and each Director shall hold office until the next annual meeting and until his or her successor is elected and qualifies for service:   William P. Barr, Peter W. Brown, George A. Davidson, Jr., Helen E. Dragas, Thomas F. Farrell II, John W. Harris, Robert S. Jepson, Jr., Mark J. Kington, Margaret A. McKenna, Frank S. Royal, Robert H. Spilman, Jr., and David A. Wollard. The votes cast with respect to all of the nominees presented at the annual meeting were as follows:

 
Nominee
Votes
For
Votes
Withheld
Broker
Non-vote
       
William P. Barr
379,781,446
4,065,885
90,526,158
Peter W. Brown
350,209,303
33,638,028
90,526,158
George A. Davidson, Jr.
377,616,835
6,229,987
90,526,667
Helen E. Dragas
379,911,474
3,935,857
90,526,158
Thomas F. Farrell II
375,178,547
8,668,784
90,526,158
John W. Harris
282,624,973
101,204,059
90,544,457
Robert S. Jepson, Jr.
374,052,203
9,795,128
90,526,158
Mark J. Kington
374,341,544
9,505,787
90,526,158
Margaret A. McKenna
378,095,844
5,751,487
90,526,158
Frank S. Royal
342,775,335
41,071,385
90,526,769
Robert H. Spilman, Jr.
374,464,699
9,382,632
90,526,158
David A. Wollard
371,707,524
12,139,807
90,526,158
Floor nominee
102
0
90,526,158


The appointment of Deloitte & Touche LLP as our independent auditors for 2011 was ratified by shareholders as follows:
 
Votes For
  
Votes Against
  
Votes Abstained
467,342,572
  
5,556,537
  
1,474,380


Shareholders approved an advisory vote on executive compensation (“say on pay”).  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
348,687,527
  
20,802,581
  
14,352,173
  
90,531,208


The results of the advisory vote on the frequency of holding the say on pay vote, were as follows:

One Year
  
Two Years
  
Three Years
  
Votes  Abstained
  
Broker Non-Vote
295,760,074
  
3,892,897
  
81,334,731
  
2,859,001
  
90,526,971

In accordance with the Board of Directors’ recommendation and the voting results on this advisory proposal, the Board has determined that the Company will initially hold an advisory say on pay vote annually.

A shareholder proposal requesting the Company to provide a report related to use of mountaintop removal coal mining was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
29,103,633
  
286,372,583
  
68,369,088
  
90,528,185

A shareholder proposal requesting the Company to set and pursue a Company goal to achieve 20% renewable electricity energy generation by 2024 was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
16,152,338
  
302,988,260
  
64,704,209
  
90,528,682


A shareholder proposal requesting the Company to provide a report on financial risks of continued reliance on coal was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
21,247,034
  
297,964,143
  
64,633,828
  
90,528,484


A shareholder proposal requesting the Company to abandon investment in new nuclear construction was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
12,848,864
  
304,125,567
  
66,871,380
  
90,527,678


A shareholder proposal requesting the Company to adopt a policy requiring an independent Chairman of the Board was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
117,011,102
  
262,790,067
  
4,028,944
  
90,543,376


A shareholder proposal requesting the Company to permit shareholder action by written consent was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
175,836,894
  
203,132,865
  
4,862,582
  
90,541,148


A shareholder proposal requesting the Company to seek shareholder approval for any future extraordinary retirement benefits for senior executives was not approved.  The vote was as follows:

Votes For
  
Votes Against
  
Votes Abstained
  
Broker Non-Vote
96,189,610
  
282,928,501
  
4,714,429
  
90,540,949

 
 
 
 
SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DOMINION RESOURCES, INC.
Registrant
 
/s/ Carter M. Reid
Carter M. Reid
Vice President, General Counsel & Corporate Secretary
 


Date:  May 13, 2011